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132813404v2 <br /> <br /> 3 <br /> <br />Collateral and will pay the premiums therefor. Copies of such policy or policies of <br />insurance will be delivered to and held by the Secured Party, together with loss payable <br />clauses in favor of the Secured Party as its interest June appear, in form satisfactory to the <br />Secured Party. Following the occurrence and during the continuance of an Event of <br />Default, the Secured Party June act as attorney-in-fact for the Debtor in obtaining, <br />adjusting, settling and canceling such insurance and endorsing any drafts. <br />8. At its option, upon default of the Debtor to do so, the Secured Party June discharge taxes, <br />liens, or security interests or other encumbrances placed on the Collateral, June pay for <br />insurance on the Collateral, and June pay for the maintenance and preservation of the <br />Collateral. The Debtor agrees to reimburse the Secured Party on demand for any payment <br />made, or any expense incurred by the Secured Party pursuant to the foregoing <br />authorization. <br />9. Until the occurrence of an Event of Default (as defined in the Loan Agreement), the Debtor <br />June retain possession of the Collateral and use the same in any lawful manner not <br />inconsistent with the agreements herein or with the terms and conditions of any policy of <br />insurance thereon. <br />10. Upon the occurrence of an Event of Default, the Secured Party shall have the right, at its <br />option and without demand or notice, in addition to all other rights and remedies available <br />in law and equity, to exercise all of the rights and remedies of a Secured Party under the <br />Uniform Commercial Code or any other applicable law. The Debtor agrees that upon an <br />Event of Default, the Debtor will make the Collateral available to the Secured Party at a <br />place to be designated by the Secured Party which is reasonably convenient. The Debtor <br />further agrees to pay all costs and expenses of the Secured Party, including reasonable <br />attorney's fees, in collection of any amount due from the Borrower or the Debtor to the <br />Secured Party herein or for the enforcement hereof. If any notice of sale, disposition or <br />other intended action by the Secured Party is required by law to be given to the Debtor, <br />such notice shall be deemed reasonably and properly given if mailed, at least ten (10) days <br />before such sale, disposition or other intended action, to the Debtor at the address set forth <br />above. <br />11. Waiver of any default hereunder by the Secured Party shall not be a waiver of any other <br />default or of the same default on a later occasion. No delay or failure by the Secured Party <br />to exercise any right or remedy shall be a waiver of any such right or remedy and no single <br />or partial exercise by the Secured Party of any right or remedy shall preclude other or <br />further exercise thereof or the exercise of any other right or remedy at any time. <br />12. This Agreement and the security interest in the Collateral created hereby shall terminate <br />when the Borrower has repaid the Secured Party the amount due on the Note and all other <br />indebtedness and liability from the Borrower or the Debtor to the Secured Party whether <br />now existing or hereafter existing. <br />13. No waiver by the Secured Party of any default shall be effective unless in writing nor <br />operate as a waiver of any other default or of the same default on a future occasion.